Last week, the Appellate Division affirmed an order dismissing an unusual LLC dissolution petition based on the death of one of its members — 11 years earlier. Get the full story in this week’s New York Business Divorce.
Continue Reading LLC Survives Member’s Death. Dissolution Petition Doesn’t.
The Appellate Division in Shapiro v Ettenson interpreted New York’s LLC Law as permitting the adoption of post-formation LLC operating agreements by majority vote, i.e, without the consent of the minority. This week’s New York Business Divorce focuses on Shapiro’s impact on member expulsion.
Continue Reading LLC Member Expulsion: What Hath Shapiro Wrought?
This week’s New York Business Divorce serves up a provocative article by, and an informative podcast interview with, Kentucky lawyer Tom Rutledge, a leading expert on closely held business entities, on the hot-button topic of LLC member expulsion.
Continue Reading Tom Rutledge Takes on LLC Member Expulsion
The New Jersey Supreme Court last week issued an important decision tightening the criteria for judicial expulsion of an LLC member. Get the story in this week’s New York Business Divorce.
Continue Reading New Jersey Supreme Court Raises the Bar for Judicial Expulsion of LLC Members
The Revised Uniform LLC Act or “RULLCA” has been adopted by a growing number of states. This week’s New York Business Divorce highlights RULLCA’s overlapping dissolution and dissociation provisions as recently construed by one appellate court.
Continue Reading Choose Carefully: Dissolution vs. Dissociation Under RULLCA
Equity jurisprudence cozies up to LLCs in the appellate ruling highlighted in this week’s New York Business Divorce involving the forced sale of a dissociated member’s interest.
Continue Reading Dissociated LLC Member Faces “Equitable” Forced Buy-Out
In states that have enacted the Revised Uniform LLC Act, courts can expel or “dissociate” a member on specified grounds including the member’s conduct that makes it no longer reasonably practicable to carry on the LLC’s activities with that person as a member. In this week’s New York Business Divorce, read about a recent New Jersey appellate decision applying that state’s version of the dissociation statute.
Continue Reading Involuntary Member Dissociation Under RULLCA
A recent New Jersey appellate ruling upheld the expulsion of an LLC member whose conduct, even if not wrongful, almost caused the collapse of the business involving an overseas medical school. Read more in this week’s New York Business Divorce.
Continue Reading “But I Did Nothing Wrong!” No Defense to Involuntary Dissociation of LLC Member